Russell Breweries Inc.
TSX VENTURE : RB

Russell Breweries Inc.

March 18, 2013 08:15 ET

Russell Breweries Inc. Announces Non-Brokered Private Placement for Gross Proceeds of Up to $1,000,000

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 18, 2013) - Russell Breweries Inc. (TSX VENTURE:RB) (the "Company") is pleased to announce that it has arranged a non-brokered private placement, on a best efforts basis, for up to 20,000,000 units (the "Units") at a price of $0.05 per Unit, to raise gross proceeds of up to $1,000,000.00. Each Unit will consist of one common share ("Common Share") in the capital of the Company and one non-transferable share purchase warrant ("Warrant"). Each Warrant will entitle the holder to purchase one additional Common Share at a price of $0.10 for a period of two years from closing the private placement (the "Private Placement") of Units. The term of the Warrants is subject to an acceleration right at the option of the Company, provided that the daily volume-weighted average trading price of the Common Shares is $0.15 or higher for at least 10 consecutive trading days and the Company has provided Warrant holders with 30 days prior written notice of the accelerated exercise date.

The Private Placement will be conducted in reliance upon certain prospectus and registration exemptions. The securities issued pursuant to the Private Placement will be subject to a hold period of four months and one day in compliance with applicable securities laws and the rules of the TSX Venture Exchange. The net proceeds from the Private Placement will be used for general working capital requirements.

The Company may pay finder's fees and commissions in connection with the Private Placement in accordance with the policies of the TSX Venture Exchange.

Certain directors and officers of the Company may acquire Units under the Private Placement. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any Units issued to, nor the consideration paid by, such persons will exceed 25% of the Company's market capitalization.

The Private Placement and the payment of finder's fees and commissions in connection with the Private Placement are subject to regulatory approval including acceptance by the TSX Venture Exchange.

About Russell Breweries Inc.

Russell Breweries Inc. is a leading Western Canadian brewer. It brews, markets, sells and distributes a diverse portfolio of award-winning beers that are produced by its wholly-owned regional breweries: Russell Brewing Company in British Columbia and Fort Garry Brewing Company in Manitoba. Both breweries are dedicated to producing high-quality, flavourful ales and lagers. Russell Breweries Inc. is publicly listed on the TSX Venture Exchange (TSX VENTURE:RB).

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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